<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Under Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 7, 1999
SUNBASE ASIA, INC.
(Exact name of registrant as specified in its charter)
Nevada 94-1612110
(State of incorporation) (IRS Employer Identification No.)
0-3132
(Commission File No.)
19/F, First Pacific Bank Centre
51-57 Gloucester Road, Wanchai, Hong Kong
(Address of principal executive offices)
Registrant's telephone number, including area code: (852) 2865-1511
ITEM 5. OTHER EVENTS
On January 7, 1999, Sunbase Asia, Inc. announced its intention to
divest its bearing manufacturing assets in the U.S. and to refine its business
strategy. The press release issued in connection with the announcement is filed
herewith as Exhibits 99.1, and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
Exhibit 99.1 Press Release of Sunbase Asia, Inc. dated January 7, 1999.
<PAGE>
SIGNATURES
Under the requirements of the Securities Exchange of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
SUNBASE ASIA, INC.
Date: January 7, 1999 By: /s/ (Roger) Li Yuen Fai
-----------------------------------
(Roger) Li Yuen Fai
Vice President and
Chief Financial Officer
(Principal Financial Officer)
2
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release of Sunbase Asia, Inc. dated January 7, 1999.
3
<PAGE>
Exhibit No. 99.1
COMPANY CONTACT: Bill McKay
Sunbase Asia/Southwest Products
Tel: 800/826-0729
SUNBASE ASIA, INC. ANNOUNCES
INTENTION TO REFOCUS ITS OPERATIONS
-----------------------------------
Los Angeles, California - January 7, 1999 - Sunbase Asia, Inc. (NASDAQ NM:
SNBS) today announced its intention to divest its bearing manufacturing assets
in the U.S. and to refine its business strategy, which may involve the finding
of a new strategic alliance, reorganization and/or divestiture of its bearing
manufacturing assets in China.
The Company plans to divest its U.S. bearing manufacturing assets,
Southwest Products Company, in such as a way as to minimize the impact on the
operations on Southwest Products and maximize the sale price. The Company has
appointed a trustee to oversee the operations of the subsidiary, to insure the
subsidiary's compliance with all U.S. laws and regulations and to work with the
Company's Board to actively pursue a suitable buyer. In light of the Company's
decision to appoint a trustee pending the sale of Southwest Products, the
Committee on Foreign Investment in the United States (CFIUS) approved the
Company's withdrawal of its voluntary notice to CFIUS regarding its acquisition
of Southwest Products. As a result, the CFIUS investigation reported in the
Company's November 19, 1998 Form 10-Q, has been terminated.
Safe Harbor Statement under the Private Securities Reform Act of 1995: The
statements contained in this release that are not historical facts are forward-
looking statements. There can be no assurance as to the price or terms that the
Company may realize for the sale of its U.S. bearing manufacturing assets. As a
result, no forward-looking statement should be regarded as a representation by
Sunbase Asia, Southwest Products or any other person as to the outcome of any
such sale.
4
